8-K
filed December 16, 2022, 6:59 PM ET
ticker SBRA
CIK 0001492298
other material
confidence high
sentiment neutral
materiality 0.30
Sabra Health Care REIT restricts classified board without shareholder vote, updates bylaws for universal proxy
Sabra Health Care REIT, Inc.
- Board adopted resolution on Dec 15, 2022 to require stockholder approval before electing classified board under MD Unsolicited Takeovers Act.
- Articles Supplementary filed Dec 16, 2022 with Maryland; effective upon acceptance.
- Bylaws amended to comply with SEC universal proxy rules; requires disclosure of solicitation intentions and nominee representation.
Key facts
Extracted from this filing and checked against the source text.
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
Sabra Health Care REIT, Inc.: Amended and restated bylaws to update universal proxy rules, advance notice provisions, and other conforming changes (effective 2022-12-15).
- Change
- bylaw amendment
- Effective
- 2022-12-15
Exact text from the filing
In addition, on December 15, 2022, the Board approved an amendment and restatement of the Company’s Amended and Restated Bylaws (as so amended and restated, the “Bylaws”) to update various provisions of the Bylaws to require parties proposing a nominee for election of a director to comply with the universal proxy rules recently adopted by the U.S. Securities and Exchange Commission.
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
Sabra Health Care REIT, Inc.: Filed Articles Supplementary prohibiting election to be subject to Section 3-803 of MGCL (classifying board) without stockholder approval (effective 2022-12-16).
- Change
- charter amendment
- Effective
- 2022-12-16
Exact text from the filing
On December 16, 2022, the Company filed Articles Supplementary with the State Department of Assessments and Taxation of Maryland reflecting the adoption of this resolution.
View on SEC.gov
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